PROJECT SUMMARY By 2040, 20% of the population will be over 65. Sixty percent of cancer diagnoses and 70% of cancer deaths occur in older adults, with rural older adults at a higher risk of developing and dying from cancer than their urban peers. Additionally, 73% of cancer survivors are older adults. Depression is an important concern for older adults with cancer, as estimates of those with depressive symptoms are as high as 27%. Depression often interferes with treatment decision making and treatment adherence. In rural areas, up to 25% of older adults have a diagnosable psychiatric illness. Additionally, older adults often have subsyndromal depression, with recent population estimates of up to 40% in medically ill patients. Even the presence of mild depressive symptoms is associated with significant mortality. These individuals are at increased risk for social isolation with minimal access to mental health care despite a willingness to utilize these services. We developed a novel intervention, the Cancer and Aging: Reflections for Elders (CARE) Intervention, to treat depression and distress in older cancer patients. CARE is a manualized, five session telephone intervention which can easily be disseminated. CARE uniquely focuses on aspects of aging and cancer by: 1) integrating development theory of aging with reappraisal theory, and 2) incorporating feedback from older cancer patients. This unique tailoring is designed to help older adults negotiate age specific developmental tasks and utilize reappraisal strategies important for successful aging. As a result, CARE has the potential to be more effective than ?off the shelf,? standard psychotherapeutic interventions, applied to this population. Data from the pilot RCT indicated that CARE is feasible and effective. This study tests the efficacy of the CARE intervention in a large, two arm, RCT. We will partner with the Cancer Support Community (CSC) to recruit through CSC?s local affiliates in areas with large rural populations and to deliver the interventions via telephone through the CSC-identified social workers. 476 subjects will be randomly assigned to two arms: Arm 1-the CARE Intervention and Arm 2- a Social Work and Supportive Counseling (SWSC) Intervention. Both interventions will consist of 5 sessions (45 mins) and 4 briefer booster sessions (30 mins). CARE has the potential to impact the field on both a theoretical and clinical level. Importantly, CARE was tested by phone to reach older adults who are geographically isolated and was developed so different types of professionals (e.g., master?s level psychologists, social workers, clergy, psychiatry nurses) could provide the intervention. If found to be effective, CARE could be a cost effective, easily- implemented, first-line treatment for depressive symptoms for older adults with cancer.